Greate Bay Hotel & Casino Inc, et al. – ‘8-K’ for 8/14/00

On:  Monday, 8/21/00, at 4:24pm ET   ·   For:  8/14/00   ·   Accession #:  928475-0-111   ·   File #s:  33-69716, -01, -02

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         5     18K 
 2: EX-99.1     Order                                                 13     35K 
 3: EX-99.2     Plan                                                  31    130K 
 4: EX-99.3     By-Laws                                               22     65K 
 5: EX-99.4     By-Laws                                               10     25K 
 6: EX-99.5     By-Laws                                               22     65K 
 7: EX-99.6     General                                                1      4K 
 8: EX-99.7     Certificate of Incorporation                           6     14K 

8-K   —   Current Report
Document Table of Contents

8-K
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

 Securities Exchange Act of 1934

 Date of Report (Date of earliest event reported):

 August 14, 2000

 GB PROPERTY FUNDING CORP.

 GB HOLDINGS, INC.

 GREATE BAY HOTEL AND CASINO, INC.

(Exact name of Registrant as specified in its Charter)

 Delaware                                     75-2502290
 Delaware                                     75-2502293
 New Jersey                 33-69716          22-2242014
 -------------------------------------------------------
    (State or other juris-     (Commission       (IRS Employer
      diction of incorporation)  File Number)     Identification
                                               Number)

c/o Sands Hotel & Casino                              
Indiana Avenue and Brighton Park, 9th Floor           
Atlantic City, New Jersey                             
                                           08401
(Address of principal executive office)       (Zip Code)

           Registrant's telephone number including area code: (609) 441-4517
                                                              --------------
Not Applicable
--------------
(Former name and former address, as changed since last report)

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Item 3.           Bankruptcy or Receivership                                    

On August 14, 2000 (the "Confirmation Date"), the United States Bankruptcy Court
for the  District  of New Jersey  entered an order  (the  "Confirmation  Order")
confirming the Modified Fifth Amended Joint Plan of Reorganization Under Chapter
11 of the  Bankruptcy  Code  Proposed by the  Official  Committee  of  Unsecured
Creditors and High River (the "Plan") for the Company. The Plan will take effect
and will be consummated on the Effective Date,  which is expect to occur as soon
as practicable.  The following  summary of the Plan is qualified by reference to
the Plan, the Second Amended Master Disclosure Statement,  and the Fifth Amended
Supplement to the Master Disclosure Statement dated April 7, 2000. Copies of the
Plan and the  Confirmation  Order  are  attached  hereto  as  Exhibits  1 and 2.
Capitalized terms that are not defined herein shall have the meanings given them
under the Plan.                                                                 

On the Effective Date, the Company's existing securities,  including its 10 7/8%
First  Mortgage  Notes due  January  15,  2004 (the "Old  Notes") and all of the
Company's issued and outstanding shares of common stock (the "Old Common Stock")
will be canceled,  extinguished, and of no further force and effect. Also on the
Effective Date (or soon thereafter as is  practicable)  upon compliance with the
Plan, holders of the Old Notes on the Confirmation Date will be entitled to     
receive a distribution of a pro rata  share of:  (i) the New Notes,  and (ii)   
5,375,000  shares of New Common Stock (the "Stock Distribution").               

Other creditors of the Company will receive the following Distributions pursuant
to the Plan:                                                                    

(i)        Except as set forth  below as to fees and  expenses  of the Old Notes
           Trustee, Allowed Administrative Operating Expense Claims will be paid
           in Cash, on the  Effective  Date,  or, if such Claim becomes  Allowed
           after the  Effective  Date,  within  five (5) days  after  such Claim
becomes Allowed.                                          

 (ii)      At the option of the Proponents,  each holder of an Allowed  Priority
           Tax Claim shall be paid the full amount of such Allowed  Priority Tax
           Claim,  (a) in Cash,  on the later of (i) the  Effective  Date (or as
           soon  thereafter as is  practicable,  but no later than ten (10) days
           after the Effective  Date), or (ii) the first Business Day after such
           Claim  becomes  an  Allowed  Claim  (or  as  soon  thereafter  as  is
           practicable); or (b) in equal quarterly installments of principal and
           interest at the applicable legal rate over a period not to exceed six
       (6) years from the date of assessment of such Priority Tax Claim.

(iii)      After  application  to the  Bankruptcy  Court  within sixty (60) days
           after the Effective  Date and approval of such  application  by Final
           Order, the Reorganized Debtors will pay all Allowed fees and expenses
           of the Old Notes Trustee incurred in or in connection with the Cases.

(iv)       Each Holder of a Priority  Claim shall be paid the Allowed  amount of
           such Claim,  including all  applicable  interest and other charges to
           which the Holder of such Allowed Priority Claim may be entitled under
applicable law or contract, to the extent permitted       

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           under the  applicable  provision of Section  507(a) of the Bankruptcy
           Code, in Cash,  on the later of: (a) the  Effective  Date (or as soon
           thereafter as is  practicable)  and (b) the first  Business Day after
           such  Claim  becomes an Allowed  Claim (or as soon  thereafter  as is
practicable).                                             

(v)        On the Effective  Date, the  agreements  giving rise to Other Secured
           Claims shall be reinstated and all defaults thereunder shall be cured
pursuant to Section 1124 of the Bankruptcy Code.          

(vi)       Each holder of a General  Unsecured  Claim shall be entitled to      
        receive, in Cash,  its pro rata share of the  Unsecured  Creditors
   Fund.  The Unsecured  Creditors  Fund  shall  consist of Cash
       deposited  by the Reorganized  Debtors on the Effective Date (the
"Fund Deposit") equal to $5,360,000.                      

(vii)      Holders of  Intercompany  Note Claims shall be  allocated  New Common
           Stock in an amount equal to  approximately  995,079 shares.  However,
           pursuant to Section 510 of the Bankruptcy  Code, all New Common Stock
           so allocated shall be distributed to Holders of Old Notes, on account
           of and pursuant to the  subordination  provisions of the Intercompany
           Notes. Those shares are included in the Stock  Distribution  referred
           to  above.   Holders  of  Claims  in  this  Class  shall   retain  no
distribution in respect of their Claims.                  

(viii)     Holders of Other Subordinated Claims shall receive no distribution in
respect of their Claims.                                  

         As of the Effective  Date all the Old Common Stock will be canceled and
an  aggregate  of 10  million  shares of New  Common  Stock  will be issued  and
outstanding.                                                                    

Item 7(c).        Exhibits                                                      

1.       Modified Fifth Amended Joint Plan of Reorganization                    
under Chapter 11 of The Bankruptcy Code Proposed by The Official                
Committee of Unsecured Creditors and High River                                 
(filed herein as Exhibit 1 to the Confirmation Order).                          

2.       Order Confirming Modified Fifth Amended Joint Plan of                  
Reorganization under Chapter 11 of The Bankruptcy Code                          
Proposed by The Official Committee of Unsecured Creditors                       
and High River.                                                                 

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SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.                                    

                                     GB PROPERTY FUNDING CORP.

Dated:  August 21, 2000                              By: /s/ Timothy A. Ebling  
                                    Name:  Timothy A. Ebling
                                           Title: Executive Vice President
                                                     and Chief Financial Officer

                             GB HOLDINGS, INC.

Dated:  August 21, 2000                              By: /s/ Timothy A. Ebling  
                                    Name:  Timothy A. Ebling
                                           Title: Executive Vice President
                                                     and Chief Financial Officer

                                             GREATE BAY HOTEL AND CASINO, INC.

Dated:  August 21, 2000                              By: /s/ Timothy A. Ebling  
                                    Name:  Timothy A. Ebling
                                           Title: Executive Vice President
                                                     and Chief Financial Officer

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 Exhibit Index

No.                        Exhibit                            

    1.                  Modified   Fifth   Amended   Joint  Plan  of
                        Reorganization   under  Chapter  11  of  The
                        Bankruptcy  Code  Proposed  by The  Official
                        Committee  of Unsecured  Creditors  and High
                        River  (filed  herein  as  Exhibit  1 to the
Confirmation Order).

    2.                   Order Confirming Modified Fifth Amended Joint
                          Plan of Reorganization under Chapter 11 of The
                    Bankruptcy Code Proposed by The Official
                Committee of Unsecured Creditors and
High River.         

 5

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
		1/15/04		2					425
Filed on:		8/21/00		4
For Period End:		8/14/00		1		2			10-Q
		4/7/00		2
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